First Nonprofit Foundation. Financial Statements and Supplementary Information December 31, 2015 and 2014

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1 Financial Statements and Supplementary Information

2 Table of Contents Page INDEPENDENT AUDITOR S REPORT 1 and 2 FINANCIAL STATEMENTS Statement of Financial Position 3 Statement of Activities 4 Statement of Changes in Unrestricted Net Assets 5 Statement of Cash Flows 6 Notes to Financial Statements 7 to 13 SUPPLEMENTARY INFORMATION Schedule of Expenses 14

3 Independent Auditor s Report To the Board of Directors First Nonprofit Foundation Hummelstown, Pennsylvania Report on the Financial Statements We have audited the accompanying financial statements of First Nonprofit Foundation, which comprise the statement of financial position as of, and the related statements of activities, changes in unrestricted net assets, and cash flows for the years then ended, and the related notes to the financial statements. Management s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 1

4 Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of First Nonprofit Foundation as of, and the changes in its unrestricted net assets and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Other Matter Supplementary Information Our audits were conducted for the purpose of forming an opinion on the financial statements as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied in the audits of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole. March 24, 2016 York, Pennsylvania 2

5 Statement of Financial Position December 31, Assets Current Assets Cash and cash equivalents $ 35,791 $ 13,041 Prepaid expenses 13,635 10,426 Total Current Assets 49,426 23,467 Investments 6,850,781 8,583,141 Total Assets $ 6,900,207 $ 8,606,608 Liabilities and Unrestricted Net Assets Current Liabilities Accounts payable $ 12,925 $ 12,144 Accrued payroll and payroll taxes 7,008 1,987 Grant payable - 25,000 Total Liabilities 19,933 39,131 Unrestricted Net Assets 6,880,274 8,567,477 Total Liabilities and Unrestricted Net Assets $ 6,900,207 $ 8,606,608 See accompanying notes. 3

6 Statement of Activities Years Ended December 31, Support, Revenue, and Gains Contribution revenue $ 515,000 $ - Investment revenue Interest and dividends 193, ,115 Net realized and unrealized gains (losses) on investments (684,521) 536,879 Total Investment Revenue (491,188) 724,994 Other revenue Interest income Total Support, Revenue, and Gains 24, ,473 Expenses Grants paid for education and other charitable purposes 1,312, ,500 Expenses paid for safekeeping of securities, collection of revenue, and other administrative costs 392, ,728 Excise tax expense 5, Total Expenses 1,711,477 1,278,627 Changes in Unrestricted Net Assets $ (1,687,203) $ (553,154) See accompanying notes. 4

7 Statement of Changes in Unrestricted Net Assets Years Ended December 31, Unrestricted Net Assets at Beginning of Year $ 8,567,477 $ 9,120,631 Changes in unrestricted net assets (1,687,203) (553,154) Unrestricted Net Assets at End of Year $ 6,880,274 $ 8,567,477 See accompanying notes. 5

8 Statement of Cash Flows Years Ended December 31, Cash Flows from Operating Activities Changes in unrestricted net assets $ (1,687,203) $ (553,154) Adjustments to reconcile changes in unrestricted net assets to net cash used in operating activities Net realized and unrealized (gains) losses on investments 684,521 (536,879) Increase in assets Prepaid expenses (3,209) (8,171) Increase (decrease) in liabilities Accounts payable 781 (18,980) Accrued payroll and payroll taxes 5,021 (2,650) Grant payable (25,000) (75,000) Net Cash Used in Operating Activities (1,025,089) (1,194,834) Cash Flows from Investing Activities Purchase of investments (378,161) (172,086) Proceeds from sale of investments 1,426,000 1,185,000 Net Cash Provided by Investing Activities 1,047,839 1,012,914 Net Increase (Decrease) in Cash 22,750 (181,920) Cash and Cash Equivalents at Beginning of Year 13, ,961 Cash and Cash Equivalents at End of Year $ 35,791 $ 13,041 Supplementary Cash Flows Information Excise taxes paid $ 5,898 $ 399 See accompanying notes. 6

9 Notes to Financial Statements Note 1 - Nature of Operations First Nonprofit Foundation (Foundation) is a private foundation that makes contributions to entities that qualify as public charities under the Internal Revenue Code. The Foundation s primary purpose is to provide grants to further the establishment, development and expansion of nonprofit organizations. The Foundation supports local, state, regional and other significant 501(c)(3) nonprofits located throughout the United States. The Foundation s primary sources of support and revenue are from contributions and investment revenue. The Foundation board believes that nonprofits improve people s lives in every community in this country. This uniquely American experience faces challenges never seen before. In order to create a sustainable model of service in response to these challenges, we will require leaders who are smarter, more innovative and more efficient. Our mission is to foster effective risk management practices and the overall development and advancement of nonprofit leaders through unique, creative initiatives. Making the nonprofit community safer and more efficient will expand on the genetic markers of what makes this country great and ultimately uplift worthy causes and citizens. The Foundation was incorporated in 2003 in the state of Illinois. During the year ended December 31, 2013, the Foundation was re-incorporated from Illinois to Pennsylvania. Note 2 - Summary of Significant Accounting Policies A summary of the significant accounting policies consistently applied in the preparation of the accompanying financial statement follows: Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities, if any, at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents For purposes of the statement of cash flows, the Foundation considers all highly-liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Investments Investments in debt and equity securities with readily determinable fair values are reported at fair value, based on quoted market prices. Unrealized gains and losses are reported as increases or decreases in unrestricted net assets unless their use is temporarily or permanently restricted by explicit donor stipulation or by law. Realized gains and losses, if any, on the sale or disposal of investments are computed on a specific identification basis and are also included as increases or decreases in unrestricted net assets unless their use is temporarily or permanently restricted by explicit donor stipulation or by law. 7

10 Notes to Financial Statements Note 2 - Summary of Significant Accounting Policies (continued) Grant Payable Grant payable is recognized when the grant is approved by the Foundation and is stated at the outstanding balance. Net Assets Net assets of the Foundation and changes therein are classified and reported as follows: Unrestricted net assets - Net assets that are not subject to donor-imposed stipulations. Temporarily restricted net assets - Net assets subject to donor-imposed stipulations that may or will be met either by the actions of the Foundation and/or the passage of time. The Foundation currently has no temporarily restricted net assets. Permanently restricted net assets - Net assets subject to donor-imposed stipulations that must be maintained permanently by the Foundation. The Foundation currently has no permanently restricted net assets. Contributions All contributions are considered to be available for unrestricted use unless specifically restricted by the donor. Amounts received that are designated for future periods or restricted by the donor for specific purposes are reported as temporarily restricted or permanently restricted support that increases those net asset classes. Risks and Uncertainties Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in the value of investments in the near term would materially affect the amounts reported in the statement of financial position and the statement of activities. Advertising Expense Advertising costs are expensed as incurred. Advertising expense amounted to $4,030 and $32,214 for the years ended, respectively. Subsequent Events The Foundation has evaluated subsequent events through March 24, 2016, which is the date the financial statements were available to be issued. No material events subsequent to December 31, 2015 were noted. 8

11 Notes to Financial Statements Note 3 - Tax-Exempt Status The Foundation is a not-for-profit private foundation as described in Section 501(c)(3) of the Internal Revenue Code and is exempt from income taxes on related activities pursuant to Section 509(a) of the Code. The Foundation did not claim a classification as an operating private foundation as defined in Section 4942(j)(3) of the Code. The Foundation is required to make certain minimum distributions in accordance with a formula established by the Internal Revenue Service. The Foundation has met this requirement. The Foundation also pays excise tax on net investment income. Accounting principles generally accepted in the United States of America require management to evaluate tax positions taken by the Foundation, including whether the entity is exempt from income taxes. Management evaluated the tax positions taken and concluded that the Foundation had taken no uncertain tax positions that require recognition or disclosure in the financial statements. With few exceptions, the Foundation is no longer subject to income tax examinations by the U.S. Federal, state, or local tax authorities for years before December 31, Note 4 - Concentrations of Cash and Credit Risk Financial instruments which subject the Foundation to concentrations of credit risk consist primarily of cash and cash equivalents and equity securities. At times during the years ended, the Foundation s cash balances may have exceeded the federally insured limit of $250,000. Note 5 - Fair Value of Financial Instruments The fair value hierarchy prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1: Level 2: Level 3: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability. Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity). An asset s or liability s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. 9

12 Notes to Financial Statements Note 5 - Fair Value of Financial Instruments (continued) The following valuation techniques were used to measure fair value of assets in the table below on a recurring basis: Cash and cash equivalents - The carrying amounts approximate fair value because of the short-term nature of these investments. Equity securities and mutual funds - Fair value of equity securities and mutual funds was based on quoted market prices for the identical security. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Foundation believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. For assets measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy consist of the following as of December 31: 2015 Total Level 1 Level 2 Level 3 Cash and Cash Equivalents $ 15,152 $ 15,152 $ - $ - Equity Securities Healthcare 1,504,716 1,504, Basic materials 1,341,597 1,341, Technology 1,097,477 1,097, Services 1,011,305 1,011, Financial 372, , Industrial goods 221, , Utilities 195, , Mutual Funds - Equity Convertible 930, , Exchange traded 161, , $ 6,850,781 $ 6,850,781 $ - $ - 10

13 Notes to Financial Statements Note 5 - Fair Value of Financial Instruments (continued) 2014 Total Level 1 Level 2 Level 3 Cash and Cash Equivalents $ 117,126 $ 117,126 $ - $ - Equity Securities Healthcare 1,274,702 1,274, Basic materials 1,643,397 1,643, Technology 1,378,759 1,378, Services 1,364,720 1,364, Financial 394, , Consumer goods 612, , Mutual Funds - Equity Convertible 937, , Foreign large blend 859, , Changes in Fair Value Levels $ 8,583,141 $ 8,583,141 $ - $ - The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. We evaluated the significance of transfers between levels based upon the nature of the financial instruments and size of the transfer relative to total assets. For the years ended December 31, 2015 and 2014, there were no transfers in or out of Level 3. 11

14 Notes to Financial Statements Note 6 - Investments Investments consist of the following as of December 31: Cost Fair Value Cost Fair Value Cash and Cash Equivalents $ 15,152 $ 15,152 $ 117,126 $ 117,126 Equity Securities Healthcare 1,008,862 1,504, ,328 1,274,702 Basic materials 1,671,295 1,341,597 1,464,382 1,643,397 Technology 917,876 1,097,477 1,219,260 1,378,759 Services 822,259 1,011,305 1,201,702 1,364,720 Financial 301, , , ,577 Industrial goods 201, , Utilities 200, , Consumer goods , ,711 5,124,293 5,743,743 5,753,263 6,668,866 Mutual Funds - Equity Convertible 1,006, , , ,753 Exchange traded 187, , Foreign large blend , ,396 1,193,828 1,091,886 1,860,009 1,797,149 $ 6,333,273 $ 6,850,781 $ 7,730,398 $ 8,583,141 Investment revenue and investment fees consist of the following for the years ended December 31: Investment Revenue Interest and dividends $ 193,333 $ 188,115 Net realized and unrealized gains (losses) on investments (684,521) 536,879 $ (491,188) $ 724,994 Investment Fees $ 15,172 $ 16,029 12

15 Notes to Financial Statements Note 6 - Investments (continued) Investments held as of are comprised of investments in various debt and equity securities. The Foundation has recorded unrealized holding losses on sixteen and nine of these securities as of, respectively. The following tables show the investments gross unrealized losses and fair value, aggregated by investment category and length of time that the individual investments have been in a continuous unrealized loss position as of December 31: 2015 Less than 12 Months 12 Months or More Total Market Value Unrealized Loss Market Value Unrealized Loss Market Value Unrealized Loss Equity securities $ 2,269,484 $ (354,219) $ 403,898 $ (159,438) $ 2,673,382 $ (513,657) Mutual funds - equity 1,193,828 (101,942) - - 1,193,828 (101,942) $ 3,463,312 $ (456,161) $ 403,898 $ (159,438) $ 3,867,210 $ (615,599) 2014 Equity securities $ 1,141,827 $ (37,468) $ 397,227 $ (15,947) $ 1,539,054 $ (53,415) Mutual funds - equity 859,396 (64,498) ,396 (64,498) $ 2,001,223 $ (101,966) $ 397,227 $ (15,947) $ 2,398,450 $ (117,913) Note 7 - Grant Payable As of December 31, 2014, the Foundation had an outstanding authorized but unpaid grant commitment. The grant was paid in full during the year ended December 31, As of December 31, 2015, the Foundation has no unpaid grant commitments. 13

16 Schedule of Expenses Years Ended December 31, Grants $ 1,312,700 $ 851,500 Salaries 206, ,539 Professional fees 77,037 96,104 Payroll taxes and benefits 31,234 23,236 Investment fees 15,172 16,029 Travel 15,170 12,768 Technology 10,857 12,880 Meetings 9,031 9,940 Dues and subscriptions 7,392 6,604 Excise tax expense 5, Contract labor 5,345 16,036 Insurance 4,038 5,991 Advertising 4,030 32,214 Rent 3,869 1,240 Other contributions 1, Supplies 935 8,406 Postage Licenses and fees Telephone Publications - 18,000 Repair and maintenance $ 1,711,477 $ 1,278,627 14